A/N: Apologies for how long this will be. If you're decently familiar with the plot of Superman: Red Son, or you don't care, feel free to skip. Otherwise, here's a summary of the plot up to where this story diverges: Superman's ship crashed on a collective farm in the Ukraine instead of Kansas, and he grows up to be a loyal member of the Soviet Union and their resident superhero. After Stalin's death, Superman takes over leadership of the Soviet Union. In the meantime, Lex Luthor and Lois Lane are married and living in the United States. However, Lex grows more and more obsessed with Superman, basically abandoning Lois to "devote his life to Superman." To that end, Lex and Brainiac temporarily team up and Brainiac shrinks Stalingrad before being captured and reprogrammed by Superman. (For reasons that become clear at the end of S:RS, there is no Kryptonite in this world.) Wonder Woman joins forces with Superman (and falls in love with him, though he's oblivious) and the Soviet Union slowly spreads across the world. In Russia, Batman (orphaned after his dissident parents were killed by the KGB) has been trying to bring Superman down. He captures Wonder Woman and uses her as bait, tying her up with the Lasso of Truth. He lures Superman into the range of red solar lamps, draining his power, and plans to lock him up underground forever. At Superman's pleading, Wonder Woman breaks the Lasso and destroys the generator powering the solar lamps, freeing Superman. To avoid being captured and turned into a "Superman robot" (people implanted with mind-control technology and reprogrammed by Brainiac), Batman blows himself up. Wonder Woman is physically shattered by the Lasso's destruction and disillusioned. Superman is more determined than ever to bring the world under his control, and builds the Winter Palace (this world's version of the Fortress).

America fell on a bright, sunny Tuesday morning, and no one was particularly surprised. There was a token resistance, and Superman supposed it wouldn't be America if someone weren't mindlessly trying to cause chaos and violence. But most people simply looked up at him and the forces he brought with him and seemed resigned. This had been a long time coming, after all.

Of course, Lex Luthor wasn't most people.

It was probably a measure of how panicked Luthor was that he wasn't in his soundproofed lab. Superman still couldn't see him, since Lex had long since started lining everything he built in lead. But he could hear him, and he could also hear Lois Lane's voice. As he soared towards the LexCorp tower where they were holed up, he listened.

"It's over, Lex!" she shouted, and Superman could hear the panic and exhaustion cracking her voice. "It's over! Just stop!"

"Stop?" Luthor hissed, and his voice was more than cracking. It was rough and scraping, like he hadn't slept and or had anything to drink for days. "That fucking alien monster is seething across our shores and is on his way here right now and you want me to just give up?!"

"This is something you never had a reason to learn, because you were always so sure you could win everything," she said, trying for some measure of calm, "but sometimes you have to pick your battles."

"So you want me to surrender?" he said. In the background, Superman could hear the scrape and hiss of metal being welded together. Luthor was assembling some kind of machine. "Get on my knees and worship him like the rest of this miserable planet?!"

"I want you to stay with me!" she screamed, and it was obvious that she was crying. "I want you to stay here and whole and not be turned into one of those robots!"

There was a pause, and for a moment all Superman could hear was the harsh sounds of their breathing and the frantic, terrified race of their hearts.

"Lois," Luthor said. There was an edge of desperate, uncharacteristic honesty that took Superman aback. He was only about twenty miles from them now. "I can't let him win. He can't win. If he does, it means that all of this was for nothing. It means I was wr-"

An alarm started blaring, and Superman heard Lois scream again.

"He's here!" Luthor roared.

"Keep your distance from the building," Superman ordered his men. They were following behind him, using the jetpack technology he'd developed. "Luthor is tricky."

"Yes, sir."

He came through their living room window and instantly began disabling the traps and attacks Luthor had waiting. Heat vision took care of the lasers and the small explosives, cold breath froze the doors and other escape methods solid, superspeed and strength crushed the robot technology beneath his hands like putty. To Lex and Lois, it happened in the blink of an eye.

"It's over, Luthor," Superman said, the smoking ruins of Lex's most powerful technology at his feet. He was unable to keep the small smile of satisfaction off his face. "Time to give up."

Lois was staring at him in horror, backing away without realizing it. He felt a moment of strange, intense guilt that she should be so afraid of him. It would all be different soon, he reassured himself. Once the Americans finally realized that all he ever wanted to do was help the world, everything would be different.

Something ugly and animalistic crossed Lex's face and without a word he lunged forward towards a small, unassuming black remote on the table in front of him. It took Superman, who'd been expecting Luthor's usual pompous speech and threats, completely by surprise, and Luthor got to the remote before he did.

It became clear later that Luthor had wired his entire building to explode as destructively as possible. The resulting blast destroyed nearly every building in the surrounding block, damaged structures for a mile in each direction, and dangerously disrupted the water, gas, and power lines throughout all of Metropolis. Five thousand people died in total, all in a suicidal, last-ditch effort on Lex's part to kill Superman.

At the time, though, all Superman knew was the telltale sound and smell of an explosion building up around him. He lunged forward and grabbed Lois and Lex, pulling them both against him and leaping backwards out of the building. By the time the explosion reached the penthouse, they were three miles away.

For a brief moment, both of the humans in his arms were too stunned by the sheer speed of what had just happened to do anything but hang there, clinging to him. Lois was wearing the same perfume she had been on that first day they'd met, so many years ago. She was shivering slightly, her head was tucked against his shoulder, and her wedding ring was warm against his hand. Lex smelled like expensive cologne and ink, the faint tang of metal hanging over his hands. He wasn't wearing his wedding ring, and had instinctively wrapped his arms around Superman's chest.

The second of peace was shattered when Lex started howling with rage, clawing at Superman's face fruitlessly. Lois was breathing dangerously quickly, and Superman let her drop gently to the roof a few feet below them in order to deal with Luthor. He tossed him to the roof and grabbed his hand just as the human was bringing a bright red pill towards his mouth.

"No!" Superman said, crushing the cyanide pill beneath his boot. "You're not going to become some martyr to your insane cause."

"You might as well kill me now, alien," Luthor spat, staggering to his feet, "because I'd rather die than be controlled by you."

Superman believed it. If the incident with Batman had taught him nothing else, it was that sometimes humans would rather die than see reason. Fortunately, there was another option. Faster than the human eye could see, Superman punched Lex. It was comparatively gentle and only knocked him out, but it still felt good. Lex slumped into Superman's arms, his head falling back to expose the long, pale line of his throat.

Lois was staring at them with wide eyes, her lips in a tight line. Her hands were clenched into fists, and Superman honestly wasn't sure whether it was from anger or fear.

"Miss Lane," he began, not sure what he was going to say.

"Mrs. Luthor," she corrected, her voice shaking only a little despite everything that had happened. She was a strong woman, and always had been. Superman felt a flash of brief, irrational anger at Lex for marrying this woman, who didn't deserve to be shackled to his obsession and his insanity. Maybe this would finally give her some freedom.

"Mrs. Luthor," Superman said, "your husband is being taken into state custody and will be released when he's no longer a threat. You're in no danger, though. You're free to leave."

"It's nice to know I'm only in danger if I disagree with you invading and conquering my country," Lois said, standing ramrod straight and folding her arms across her chest.

"I know it might be hard to understand now," Superman said. Later that evening, he'd broadcast a version of this same speech to televisions all across America, but at this moment, it was vital that Lois understood. "You Americans, you value your freedom very much. But you're still free. It's just that now you'll be safe, able to live your lives without fear. I'll protect you."

"We didn't ask for your protection," Lois said firmly. The stubborn set of her jaw was familiar, and for the first time, Superman could think of something that Lois and Luthor actually had in common, besides being married to each other.

"You'll understand in time," Superman said with a sigh. He took to the air, Lex in his arms. "Be careful, Miss Lane."

xxxx

He took Luthor to the Winter Palace. He trusted Brainiac and his troops to handle the rest of the invasion, and hoped that the Americans would lose any desire to fight once word got out that Luthor had been defeated. They'd always placed a ridiculous amount of faith in Lex, even though not a single one of his insane inventions and creatures had ever posed a real threat. Humans were strange like that.

"I've got Luthor," Superman called out.

"Excellent," Brainiac responded, its mechanical voice echoing through the Palace. While Brainiac's physical body (or what passed as a body for a robot) might have been in its ship wiping out the last pockets of resistance in America, it was still very present all across the world, keep its technology running smoothly. "Bring him to the surgery center, and I will personally oversee his operation."

The surgery center smelled of antiseptic and, very faintly, human blood. Superman didn't like lingering here. The measures he was forced to take to save humans from themselves always saddened him a little. He laid Lex down on the operating table and watched as the Palace robots cut off his clothing and began preparing him for surgery, carefully inserting I.V. drips. Unconscious and still, Lex looked years younger, and Superman's memory flashed to the young, arrogant man Luthor had been. Who, in all honesty, was not particularly different from the arrogant man Lex currently was. But his hair had been bright red and reminded Superman of Lana. A nostalgic part of him missed that.

Still, there was no point in reminiscing on the past. Especially not when the world's future was so bright, now that the last stubborn bit of resistance was gone. There was a spring in his step as Superman left the Palace. Finally, everything was going right.

xxxx

"Follow my finger with your eyes," Brainiac instructed. Lex obeyed, blank green eyes tracking the movement. He was propped up in a hospital bed, the monitors attached to him showing a steady, unchanging heart rate.

Superman leaned against the wall, watching with interest. He hadn't been sure about doing this to Luthor. It was the right thing to do, of course, since it was the only way to eliminate the threat Lex posed without killing him. But both he and Brainiac had been worried about just how formidable Lex's mind would turn out to be. No one had ever successfully resisted the surgery and robotic implants before, but Luthor was unlike anyone Superman had ever fought.

Currently, though, Lex was slumped against the bed, the incisions across his head still red and raw. Like everyone who had yet to be given a new personality, Lex's face was completely blank, his jaw slightly slack and his body limp. So far, so good.

After shining a light in Lex's eyes for a few more seconds, Brainiac let out a mechanical hum of satisfaction and stepped back.

"He has responded well to surgery and his implant is functioning perfectly."

"Good," Superman said. Impulsively, he stepped forward and ran a finger along the edge of the implant. Circular and metallic, it had been welded to Lex's skull and would interface directly with his brain. Programmed by Superman and Brainiac, the implant would rewire and control Luthor's mind, giving him a new, obedient personality. Lex turned his head to look up at Superman, but otherwise didn't react. Superman had never liked the name the public had given to the reprogrammed dissidents: 'Superman robots.' But looking into Lex's emotionless eyes, he had to admit that it seemed accurate.

"Are there any specifics you would like programmed into him?" Brainiac asked, going over to the console near the head of the bed. It began preparing several of the diodes and wires that would connect to Lex's implant.

"He'll need to be more obedient, obviously," Superman said. "We'll need to emphasize that, actually. Give him a respect for authority-"

Superman was interrupted by a low, soft growl, and it left him stunned. In all the years he'd been reprogramming people, they had never made a sound during this phase. Every man, woman, and child had been mute. He hadn't even been sure that someone could make noise when they were like this, and Lex Luthor had just growled at him.

He and Brainiac both stared. The human hadn't moved, but his fists were clenched tightly around the edges of the bed. The heart monitor was beating a little faster, and his breathing had picked up. While most of his face was blank, his eyes had a distinct look of desperate, dark fury.

"Everything went normally in surgery?" Superman asked, raising an eyebrow.

"This is not altogether surprising," Brainiac said, tilting his head in interest. Over the years, it had picked up a number of human gestures like that. "He has not had a new personality implanted, and may therefore be reacting instinctually. He is able to comprehend that we are discussing subjugating him, even if he is unable to understand it on any higher level. Luthor's mind is impressive, for a human."

Superman wasn't sure just how accurate Brainiac's assessment really was, considering that this had never happened before. But it fit with what he knew of both the reprogramming process and Luthor. The stronger minds always fought the hardest. Superman thought idly of Batman, wondering how he would have responded to the surgery if he hadn't blown himself up. Anarchist or not, the man had been a genius.

"So he's under control?" Superman asked.

"Of course. Regardless of his intellect, the implant cannot be overridden. It is simply a reality of the mechanics of the human brain."

"Good." Superman stepped forward and grasped Luthor's chin in his hand, forcing him to meet his eyes. Back on the farm, his father had taught him that the most important part of breaking a horse was showing it that you were in control. No matter how hard it fought, no matter how powerful it thought it was, you were going to win. That was just a fact. It would be the same with Luthor.

Luthor. The man who'd been a thorn in his side for decades, who had devoted his entire life to trying to destroy Superman, who had sent monstrosity after monstrosity after him. Who was at least partially responsible for Stalingrad being shrunken, perhaps permanently. Who had, just yesterday, sent thousands of people to their death without a second thought.

Superman didn't think it was unreasonable to enjoy this.

"Make him obedient," he said, his eyes never leaving Lex's. If there was some part of Luthor that was still aware, Superman wanted him to hear this. "Make him respect authority, and trust that I know what's best for him. Make him unquestioningly loyal to me and eager to please." Superman narrowed his eyes, considering Lex further. Even with the implant, there was still a chance the human might be a target to any rebels. "Make him cautious around other people. Nervous, even. Make him quiet, mild-mannered, unassuming. Make him the farthest thing in the world from a threat."

"Very logical, Superman," Brainiac said approvingly. Behind him, Superman could hear the console powering up and the mechanical hum of the machines, but it white noise compared to the sound of Lex's heart pounding.

The look of impotent, seething rage in Lex's eyes made every moment of frustration the human had caused over the years worth it. Superman couldn't help smirking, and watched with interest as Lex's upper lip curled back into a snarl.

"You have no one to blame for this but yourself, Lex," he said, still gripping Luthor's chin. "You could have been reasonable. But I was right all along. You'll understand that soon."

Lex's eyes rolled up in his head and he slumped backwards as the implant began working on his brain. His eyes twitched under his eyelids as though he was dreaming, and his heartbeat evened out. Lex would be unconscious for the next few hours, if past experience was anything to go by.

"Keep me updated on how he is," Superman ordered, already turning his attention away. There was a dam in Uganda that was looking unstable, and now seemed like a good time to deal with it. After a day of violent unrest in America, Soviet troops had managed to quarantine most of the troublemakers into a few cities where Superman could deal with them at his leisure. Without Luthor's technology, the Americans hadn't stood a chance.

He leapt into the air once he was outside the Palace, the ground blurring away underneath him. Superman closed his eyes as he flew, feeling more peaceful than he had in decades.